The Element of Chaos
by PumpkinPixie91
Summary: Set in Equestria Girls Universe. Discord goes to Equestria High looking for the Elements of Harmony so that he might harness their power for himself, but then he meets Pinkie Pie and things get complicated. Discopie fic obviously. :)
1. Chapter 1

A/N: So I don't really post stories on here. Mostly because I have a bad habit of not finishing them...but then I discovered the wonderful ship that is Discopie and I just couldn't help myself. This is set in the Equestria Girls universe and is very au. Twilight is not present, and I have no plans of bringing her into the story. Also Discord's magic in this story is very limited. Sorry, but I had to do it for the plot to work. Hmm...what else do you need to know...Everyone remembers what happened in Equestria Girls. And I'm not sure what year the mane 6 were in in the movie, but I've made it their Junior year in this story. I think that's about everything. I hope you enjoy it! I'll probably be posting every week or so.

Disclaimer: I'm only going to say this once so pay attention! My Little Pony and all related characters are owned by Hasbro and not by me. I'm only borrowing them for a bit. :)

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Pinkie Pie was in the midst of a panic. The dance was in two hours and there were no more of her special cupcakes! She had invented the sugary concoction of chocolate cookie stuffed cupcakes specifically for this party and somebody had eaten all of them! She looked at her pet alligator suspiciously. "Was it you gummy? Did you eat all my cupcakes?!" Gummy only blinked in reply. "Ugh! I knew it! Now I'll never bake enough in time for Fall Formal! It'll be a disaster!" She dropped to her knees and began to cry. "If only Twilight were here. She would know what to do." The mysterious Twilight, however, was stuck on the other side of the statue and would probably never return. Pinkie hadn't know the girl…er…pony for long, but she had been a true friend, and she missed her dearly. She wiped the tears off her face. "No point in crying over spilled cupcakes Pinkie! Time to get to work. Maybe if I call the girls for help we'll get them done before the dance is over!"

Two hours and an outfit change later, Pinkie Pie and her friends had made it to the party on time, cupcakes baked to perfection. It was amazing what the magic of friendship was capable of, Pinkie thought, before jumping into the middle of the dance floor to dance the night away with her best friends. She was in the middle of a jive, about to do a booty bump, when suddenly she felt a tingling sensation. Someone was not having fun at the dance! That was impossible. This was a Pinkie dance! She had spent days, no, months planning it! How could anyone possibly not be having fun? She immediately took a check list and pencil from her poufy pink hair and began checking things off. Music. Check. Fun flashy dance party rave lights. Check. Balloons. Check. Confetti. Check. Streamers. Check. Yummy party food including scrumdiddlyuptious cookie stuffed cupcakes. Check. What could possibly be missing? After thumping her chin a few times with her pencil, she stuffed it and the checklist into her hair. She had to go find that unhappy person and find out what was wrong.

It didn't take her long to find him. He was a tall, thin boy with gray hair and red eyes sitting at a table in a corner, slurping what looked like a glass of chocolate milk from a bright blue crazy straw, which was weird because they didn't have any chocolate milk on the food table. Or crazy straws for that matter. At least, Pinkie didn't think they did. He gazed out at the crowd of dancers with a bored expression on his face. "Hiya!" Pinkie shouted over the loud music. He slowly slid his bored gaze from the dancers to her. He looked at her bright pink and blue balloon covered party dress and smirked. "Bit festive, don't you think?" he said.

Pinkie looked at her dress, confused. "But, it's a party," she replied. "Why shouldn't it be festive?" She took out a party horn from some unseen pocket and blew confetti out of it. His smirk grew into an actual smile. Taking this as encouragement, Pinkie sat down across from him and stared at him intensely. His smile quickly faded, and he coughed awkwardly. "Sooooo?" she said after a bit.

He raised a confused eyebrow at her. "So what?" he said.

"So why aren't you enjoying the dance?" Pinkie gestured wildly at all the dancers having fun. "Everyone else is enjoying the dance. Why aren't you enjoying the dance? Is it the music, the streamers, the balloons, the-" she gasped and put a hand up to her mouth in sudden horror. "It's not the cupcakes is it?"

"My dear, dear…er,"

"It's Pinkie Pie."

"Pinkie Pie, thank you. It's not your delicious cupcakes, or the colorful balloons, or the music," he replied.

Pinkie pouted. "Then what is it?"

"It's all of it." He smirked when he saw her hair suddenly deflate.

"What?" she said. "A-all of it?"

"Don't take it personally my dear," he said reassuringly. "You did your best, I'm sure, but it's all a bit boring, don't you think? It's mundane, predictable."

"Boring? Mundane? P-predictable!" Pinkie didn't know what to think. To call one of her parties boring was one thing. People had fun doing different things, she supposed. Maybe he didn't like to dance. But predictable?! Why, it was the most ridiculous thing she had ever heard. "I'll show you predictable!" She suddenly jumped from her chair, producing a party cannon from nowhere and shot cake and confetti in his face. "Was that predictable enough for you?! Did you not see a giant freaking party cannon shooting cake in your face coming?!" By this point, all the other party-goers had stopped what they were doing to stare at a livid flat-haired Pinkie Pie and the cake splattered boy.

"Uh…Pinkie Pie," Applejack moved to her cautiously. She had seen Pinkie like this only a few times before, and none of them had been pleasant. "Are you okay? What exactly happened?"

Pinkie didn't seem to hear her. "You, mister, will rue the day that you called a Pinkie Pie party predictable!" she shouted dramatically. With that, she shoved the party cannon back to wherever it had come from in the first place, and stormed out of the party. The boy, for his part, simply wiped the cake from his face with a napkin, grinning mischievously.


	2. Chapter 2

A/N: Thanks for the reviews and everything! I hope enjoy this next chapter.

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After seeing that Pinkie Pie was in one of her moods, the Cakes were not surprised to find Rainbow Dash, Rarity, Applejack, and Fluttershy at their door soon after Pinkie had arrived. They quickly let them in. "I'm not sure what happened at that dance tonight, but you better go see Pinkie," Mrs. Cake said. "I haven't seen her like this since she thought you guys didn't want to go to her parties anymore."

Rainbow Dash shivered at the memory. "She's not that bad yet, is she?"

"Well, I didn't see her take any rocks or bags of flour to her room with her, so I don't think so, but it might be best if you go in there prepared for anything." The four teenagers looked at each other uneasily, before thanking the Cakes and going upstairs to Pinkie's room.

When they opened her door, they saw a flat haired Pinkie on the floor, scribbling things into her party idea notebook like a madwoman. "Predictable eh? Boring, huh? I'll show you!" she mumbled under her breath. "Uh Pinkie Pie?" Applejack asked. "Mind if we come in for a bit?" Pinkie didn't reply, so they decided to take that as a yes.

"Pinkie Pie, sweetie," Rarity said, walking over to her friend. "Whatever is the matter?" She crouched so that she was eyelevel with her and put a hand on her shoulder.

"Yeah we tried to ask him after you left, but he wouldn't tell us," Rainbow Dash said. "I tried to punch him, but Applejack stopped me." Applejack rolled her eyes.

"Pinkie, we want to help," she said. Pinkie grew very quiet and slowly set her notebook down on her lap. "Promise you won't laugh at me?" she asked.

"Of course not, darling!" Rarity replied. "We're your friends and would never laugh at you!"

Pinkie began to cry. "H-he called my p-p-party boring and p-predictable! My parties are supposed to be the best parties ever! And I worked so hard on it! This one especially since the last fall formal kinda got interrupted by a psychotic pony! I wanted everything to be perfect!"

"Oh sweetie," Rarity said, giving the girl a hug. "You're parties are always perfect! Why I've never seen a better party planner in all my life!"

"She's right sugarcube!" Applejack agreed. "You're the best party thrower in all of Canterlot High!"

"Canterlot High?" Rainbow Dash scoffed. "Heck! She's the best party thrower in the whole town! Maybe even the whole world!"

"I've always enjoyed your parties Pinkie," Fluttershy smiled at her shyly.

Pinkie smiled back and her hair regained its former bounce. "Awww! You guys are the best!" She said as she stood up to give everyone a group hug. "As long as you guys enjoy my parties, I guess it doesn't really matter if just one person doesn't." She pulled away from the hug sadly.

"Don't listen to him Pinkie," Rainbow Dash said. "He doesn't know what he's talking about. I've never even seen him before, so he can't be that important. Who was he anyway?"

"That's right! I've never seen him before either!" Pinkie gasped, excited. "That must mean he's new! I have to throw a-" she stopped. Her face drooped. "Oh wait. He doesn't like my parties. How can I welcome him to Canterlot High then?"

"Why in tarnation would you wanna welcome him after the way he treated you?" Applejack said.

"Applejack's right," said Rainbow. "He doesn't deserve it."

"Well that's little harsh Rainbow," Fluttershy said softly. "Maybe he only said those things because he was shy. Although, it was awfully mean of him."

"I don't think he deserves anything after the way he treated our dear Pinkie!" Rarity squashed Pinkie's cheeks. "Just look how sad he made her!"

Pinkie pushed her away. "No. Everyone deserves to be welcomed whether you're a big meanie pants or not!" She picked up her idea notebook. "I was going to throw him the most insane, unpredictable party he's ever been to, but since he doesn't really like my parties I guess I won't. Instead I'm going to give the biggest, bestest, most unpredictable welcome ever!"

~Discord~

Discord snapped his fingers and all of the cake batter on his clothes turned into cake bats and flew away with a screech into the night sky. He grinned to himself as he walked home. Tonight had been more entertaining than he thought it would be. He had only gone to that silly dance so he could get a proper look around the school before he started classes tomorrow. He had no interest in mundane human parties. The only reason he was at this school at all was because of a rumor; a rumor about the elements of harmony. Among those with magic there had always been whispers and legends of the jewels, but they were mostly lies and false hopes. At least, that's what Discord had always thought. As an immortal spirit of chaos, he had been around for a very long time. Not forever, but at least as long man had existed on this world, and that was long enough. In all his life, as he travelled around the world spreading chaos and fear to all the land, he never saw any evidence of the elements existence. Until now that is. A few days before, a reliable source had told him a story about magical pony girls who had used the elements to save their school from a demon. It seemed outrageous, but he thought it might be worth taking a look. All that power was too tempting to pass up.

He had power of his own, of course. He was Discord after all – the immortal spirit of chaos sent from the depths of hell to prey on man. Or, at least, that's what people said. To be honest, he didn't really know where he came from. He didn't really care either. The point was that he was here, and creating chaos was fun. His powers were limited, however. He could turn a whole town upside down and make it rain chocolate for a day or two, but that was all really. But if he could get a hold of the elements and corrupt them, then he would be able to spread his chaos to the entire world!

He hadn't held much hope that the rumor might be true when he first arrived, but the moment he stepped into the school he felt an infusion of magical energy. Something had happened at this school. Whether it involved the elements or not was still yet to be seen, however, whatever it was, it was powerful. More powerful than anything he had felt before. Even if it wasn't the elements, maybe he could still use it. As the night wore on, however, he saw nothing out of the ordinary at the school. All the students seemed happy and incredibly unmagical. And then he met her. What was her name again? Blinkie? Inkie? Pinkie! That was it! Ah yes. Now she had power! Not as much as him of course, but it was there nonetheless. Maybe she was one of the girls he had heard about? She was worth looking into, regardless. Perhaps he could use her to find the elements. He smiled to himself. Beautiful Miss Pinkie Pie.


	3. Chapter 3

Making an ally of Pinkie was easier than he thought it would be. He had expected her to still be upset about his comments last night, but apparently that was not the case. The second he walked through the school doors that morning, Pinkie danced up to him in a one man band suit. Somehow, whilst playing all of the various instruments and dancing around him, she still had enough breath to sing a little diddy.

Welcome welcome welcome!

There are smiles all around!

Welcome to our dear Canterlot!

We'll make your frown turn upside down!

We'll make you smile!

We'll make you glad that you're around,

To see our happy dance

Dance us all around town!

Confetti and streamers blew into the air from some unseen source. She then discarded her band suit, which was somehow still playing, and hopped onto a very confused llama. She blew a party horn and rode the llama in circles around Discord. Discord's eye twitched. She was going to sing another verse. He could feel it. As she opened her mouth to take another breath, he snapped his fingers and a rubber chicken appeared in her mouth. Pinkie halted her llama ride abruptly and promptly fell off. As Pinkie tried unsuccessfully to pull the chicken out of her mouth, Fluttershy appeared as if from nowhere to lead the poor frightened llama away.

Several students had gathered to watch Pinkie's antics, but Discord gave them a look, and they skittered away. Off to the side, the band suit was still playing. He kicked it over and found a baby alligator underneath it. The alligator looked up at his confused expression, blinked, and then crawled over to Pinkie who was on the floor still trying the get the rubber chicken out of her mouth. Discord followed him. "Allow me Miss Pie." He gave the chicken a good tug and it flew out of her mouth with a loud pop!

"Thank you!" She hopped up from the ground and pulled out a plate of pink frosted cupcakes from somewhere behind her. "Cupcake?" She held the plate out to him temptingly. "I made them especially for you to welcome you to Canterlot High!"

"You made them just…for me?" Discord asked suspiciously. Mamadis didn't raise no fool! What if all this was an elaborate attempt to try and get back at him? Why else would she make him cupcakes? "What's in them?"

"Oh just normal cupcake stuff," Pinkie replied innocently. "Sugar, flour, oil…"

As Pinkie listed off ingredients, Discord found his suspicions disappearing. He picked up a cupcake. Of course, Pinkie wouldn't try and trick him. He was Discord! Lord of Chaos! No one would ever dare to trick the trickster king! He bit into the cupcake. At first it was sweet and quite tasty, but then it was suddenly spicy. Too spicy. Like pour a water hose down your throat spicy.

"Oh and hot sauce! Cause you can never have too much hot sauce!" Pinkie finished with a grin. She grabbed a cupcake and ate it in one gulp. "MMMM! Delicious!"

Without thinking about how Pinkie might react, Discord made a cotton candy cloud appear and pour chocolate rain down his throat. The fire in his mouth quelled for the moment, he snapped the cloud away and heaved a sigh of relief. Suddenly, there was Pinkie, dangerously close to his face, eyes wide. "That. Was. AMAZING!" she screeched.

"Oh." Discord took a quick look around, realizing what he just did. No one else was around. Good. He had wanted to keep his true identity a secret until after he found the elements, but he supposed it wouldn't hurt if just one person knew. He smiled proudly. "It was? Wasn't it?"

Pinkie bounced excitedly. "Absolutely! How did you even do that? Can I do it?"

"I don't think so," Discord answered, not completely sure of the answer. The girl did do a lot of strange things, but he was almost certain her powers didn't extend this far. Almost. "You see Pinkie," he continued. "I am Discord, Lord of Chaos!"

"Lord of who the what now?" Pinkie asked.

"You've never heard of me?" Discord said, crestfallen. Pinkie shook her head. "What do they teach in these schools nowadays?" he muttered under his breath. Pinkie only tilted her head in confusion. Better to just explain it simply, Discord thought. "I have Chaos magic."

"That is so cool!" Pinkie squealed.

"Yes, but you mustn't tell anyone, understand?" Discord said.

Pinkie leaned in conspiratorially. "Why not?" she whispered loudly.

Discord leaned in too. "Because it's a secret between just you and me. If other people knew they might get jealous."

Pinkie gasped. "You're right! That would be terrible!" She looked at him seriously. "Okie dokie lokie! I won't tell a soul!" She suddenly perked up. "Ooh! Do you wanna hang out after school? Then you can show me more magic and I can try some of that chocolate rain." She got a dreamy look on her face.

"That sounds lovely Pinkie," Discord replied. Just then, the bell for first period rang.

"Oh no! I'm late!" Pinkie cried in horror. "See ya later Dizzy!" she shouted, zooming cartoonishly away, the baby alligator clamped tightly to her pink hair. Dizzy? Did she just call him Dizzy? No, he couldn't have that, Discord thought. He'd have to talk to her about that later. For now, he split himself in two. He smiled at himself, and then waved as the other him went to class, leaving him free to look for the elements.

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A/N: That song was painful to write. I don't care how horrible it is, it's staying. Also, Pegasister at heart, I am always open to a brohoof. :) I'm glad your enjoying the story so far.


	4. Chapter 4

Discord's understanding of the elements was as follows: there were six of them, they were jewels, each jewel embodied a specific element of harmony, and they were extremely powerful. That was it. That's all the information he had. He wasn't even sure what elements of harmony the jewels embodied. Hope? Love? Selflessness? It all sounded a bit boring, to tell the truth. Could the elements really be that powerful when they embodied such weak emotions? What about anger and hatred? Those were much better. Speaking of anger and hatred, why were all the students so happy here? All of them got along so well together. The tech geeks joked with the jocks. The drama kids ate lunch with cheerleaders. There was no fighting, no bullying. He spent a lot of time in high schools. There were so many teenagers with raging hormones and misplaced anger that chaos was always easy to create in them, but this one was different. It was all so _harmonious_. He supposed that if the elements of harmony really were here then the behavior of the students would make sense, but where could they be hidden? He had searched the entire school and had found nothing. His lack of progress was really starting to annoy him.

The bell rang, signaling the end of classes, and students came tumbling out of the classrooms from all sides. Discord was standing in the hallway, glaring at passing students and muttering angrily to himself, when he was tackled to the ground by a pink blob. "Dizzy! Dizzy! Guess what!" Pinkie rolled off of him and bounced excitably. "I know the perfect place we can go where you can show me your" - she lowered her voice to a stage whisper - "magic." She stood and pulled him up with her. "C'mon let's go!" Such was her enthusiasm, that Discord had little choice but to let her drag him along.

She took him to the outskirts of town to a large forest. A sign to the side read _Everfree Forest: City Wildlife Refuge_. "Hardly anyone goes in here except for me, Gummy, and sometimes Fluttershy to play with the animals," Pinkie revealed. "Don't worry though, she volunteers at the animal shelter after school so I doubt we'll run into her." Discord almost asked who Gummy and Fluttershy were, but then realized he didn't care. The only reason he was following her at all was so he could find out if she knew anything about the elements, and maybe figure out how she made a llama appear from nowhere this morning. That last one wasn't quite as important though. He mostly just wanted to know about the elements, and he had a strong llama shaped feeling that she would know about them. So he let her lead him into the forest, down a winding trail until they reached a large clearing.

It was quite beautiful. Autumn blooming wildflowers of every color and shape grew in bunches in the grassy field, complementing the reds and oranges of the leaves in the trees. It was only early October, so the air was crisp, but not quite cold, especially with the sun shining overhead. Bees buzzed around the flowers, and birds sang pleasant tunes in the trees. Everything there was absolutely peaceful and calm. Well, except for perhaps Pinkie who whooped and did cartwheels in the grass. Still, Discord couldn't help but groan in annoyance at the serenity surrounding him. This was the last thing he needed after all the disappointment he had had that day. Why was there so little chaos in this town? He snapped his fingers and the ground suddenly turned into green Jell-O. The bees hovered over it in confusion and Pinkie fell over mid cartwheel. Ah. That was a bit better. He snapped his fingers again, and the trees surrounding the clearing turned into red licorice causing the birds to flap away hurriedly. While deciding what he should create next, Discord heard a giggle. He turned and saw Pinkie bouncing on the Jell-O like it was a trampoline, laughing like a lunatic. If Discord wasn't mistaken, she looked like she was having fun. _Fun_? How could she be having fun? No one ever liked his chaos. It was all "Oh no it's Discord! Run for your lives!" and "Stop it Discord! You're ruining the balance of nature!" Well, that last one was mostly just Gaia, spirit of the earth. She was such a spoilsport.

"Discord!" Pinkie yelled, bouncing towards him. "You should come bounce with me! It's fun!"

He stared at her in confusion. "How are you enjoying this? Doesn't the unnaturalness of a green Jell-O field and licorice trees bother you?"

"Nope!" Pinkie said, bouncing higher than ever and doing a somersault in mid-air. "Wait! Did you say licorice trees?" She took a quick look at the red drooping trees surrounding the clearing and gasped in horror. Yes, Discord thought. This was more like it. He knew she couldn't be that accepting of chaos. "I love licorice!" Pinkie suddenly shouted. Discord frowned. That wasn't what he was expecting to hear. "I was so busy bouncing, that I didn't even notice!" She bounced over to one of the trees and began gnawing on a branch, a look of pure glee on her face. This is getting ridiculous, Discord thought. He enjoyed chaos, but no one else was supposed to. Other people's reactions to his chaos was half the fun! Now here Pinkie was just ruining it all. Time to end this.

He floated over to her, expecting her to at least be surprised at his ability to fly, but Pinkie simply grinned at him, her mouth full of licorice. "So you like licorice, huh?" he smirked. She nodded vigorously. "Well how do you like this?" He snapped his fingers and the tree Pinkie had been eating grew fangs and claws. It roared at her and then flung her into the air. She flew across the field and landed on the Jell-O with a gentle bounce.

"That was fun!" she giggled, bouncing over to Discord. "Can I do it again?" Discord simply glared at her. She wasn't supposed to enjoy that. Why did she keep enjoying things she shouldn't be enjoying? Pinkie put out her lower lip and looked up at him pleadingly. "Please!" she said. Discord rolled his eyes. "I suppose," he replied. Maybe the monster would eat her. He could always ask someone else about the Elements.

"You're the best Dizzy! I'm so glad we're friends!" she cheered, giving him a quick hug before going off to play with the licorice monster again. Deep inside of his brain, in a dusty locked file box where all of his unpleasant feelings like love and guilt were kept, Discord felt a slight tremor. She had called him a friend. He'd never had a friend before. Allies, yes, but friends no. He was the embodiment of chaos. Not many people were comfortable with that, but she was. In fact, she enjoyed his chaos. It was unheard of! It had bothered him at first, but now he wasn't quite so sure.

And she had hugged him! What was up with that? People weren't supposed to hug him. Especially after he had a licorice monster attack them. They were supposed to run in terror or try and fight him or something, not hug him. It just wasn't right. Not that he hadn't enjoyed it. She was soft, warm, and smelled like cupcakes. It was hard not to enjoy it, but that wasn't the point. The point was that this wasn't how people were supposed to respond to him. However, as he watched her tickle the monster with a feather and then giggle uncontrollably when the monster made its branches into a swing for her (did she just tickle torture his licorice monster?), he suddenly realized that he didn't care about that anymore. Maybe being friends with Pinkie wouldn't be that bad. She was entertaining at the very least. He could use someone like her in his future kingdom. And, as his friend, she would be more willing to help him out with, say, finding the Elements of Harmony and taking over the world. Well, maybe not the taking over the world part. Not right away, at least, but he was sure she'd warm up to the idea eventually. He smiled as he joined Pinkie on the tree. Yes, this whole 'friend' thing might not be bad at all.


	5. Chapter 5

A/N: I'm so sorry I haven't updated in a while, but I got really busy with finals and graduating and moving, ugh! It was annoying. But I'm good now so I should be back to updating once a week. Thank you everyone for your patience and support. Also, I realized that the name of the girls' school was Canterlot High in the movie and not Equestria High like I had thought so I went back and changed that on past chapters. Although, to be honest, I think Equestria High sounds better. Ah well. I hope you enjoy this next chapter!

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It wasn't until the next day that Discord realized that being Pinkie's friend wasn't quite as special he had first thought. Apparently, _everyone_ in Ponyville was her friend. He wasn't entirely sure why, but this fact irked him. He had a feeling it was jealously, but that would be silly. Him? Jealous? Of friendship? It was laughable! He tried out a guffaw at the idea but it felt strangely hollow. He wanted to open up his diaphragm and see why, but as he was in a public place and trying to remain incognito, he decided he would wait until later.

Pinkie had found him that morning in the library looking through books for clues on the elements (a very tedious job that in his boredom caused him to turn three of the books into paper birds and one unfortunate bookworm into a spiderworm that terrified the librarian and almost led to the spiderworm's untimely demise had Discord not saved it at the last possible moment) and insisted that he meet all of her friends. Discord looked around at the lack of stimulus in the library, shrugged, and threw the book he was looking through into the air where it promptly grew wings and flew away. The elements could wait. Meeting Pinkie's friends had to be more interesting than this. What he did not realize, however, was that meeting all of her friends meant meeting everyone in the entire school! Did friendship mean so little to the girl that she offered it to everyone she met? And they were all so normal and boring! Why did Pinkie waste her time with such underlings? It's not as if they would ever be able to understand her. Not that he completely understood her, but he understood her more than they did!

By the twentieth person, he had had enough. "And this is Vinyl," Pinkie said, dragging a bewildered blue haired girl with headphones on in front of him. He pushed the girl away as Pinkie turned her attention to someone else. "Pinkie," Discord began. "Don't you, I mean we, have class soon?"

"And this is – Oh sweet cupcakes! You're right!" She shrieked, nearly throwing the dark haired girl she was about to introduce him to across the hall. "But I haven't even introduced you to my very bestest best friends yet!" Very bestest best friends? And he was just a friend? Alright, now he was jealous. "You have to come to lunch today so I can introduce you to them!" Pinkie insisted. "I was going to introduce you yesterday, but you weren't at lunch and I was really sad. You have to go today!"

"I don't-"

"Please?" Pinkie begged, her blue eyes looking particularly puppy like. Must resist the cuteness, thought Discord. He was the unconquerable Lord of Chaos and would not be swayed by the pleas of some little, annoying, fluffy, adorable, sweet, chaotic – "Alright Pinkie, I'll go," he caved. Oh how far he had fallen! He couldn't even so no to a little girl. What was this power that this pink fluffball had over him?

"Yay! You're going to love them. I just know it!" Pinkie gave him a celebratory hug. Oh right, thought Discord. Friendship and hugs. He had almost forgotten. Ah well. It would all be worth it once he got the elements.

"Dizzy! Dizzy! Over here!" Pinkie waved to him from across the cafeteria. He drifted over to them. "Dizzy, I want you to meet my bestest best friends in the whole world, Rarity, Applejack, Rainbow Dash, and Fluttershy!" Brat, hick, angry pants, and Miss fraidy-cat, Discord thought. Yep. Easy enough to remember.

"It is an honor to make your acquaintances," Discord bowed. It was a lie, of course, but he knew how to be charming when occasion called for it. He had an urge to change into a top hat and tuxedo, but he resisted.

Pinkie giggled. "You're so silly Dizzy." Discord smirked. So easily pleased, he thought as he slid into the seat next to her. The other girls looked at him skeptically, probably assessing whether he was good friend material for their dear Pinkie. Discord did much the same to them, and didn't like what he saw. The four girls held varying degrees of normalcy. There was the well-dressed purple haired one who was obviously too much into herself to be of any interest. The rainbow-haired and blonde one could be entertaining if they were forced to compete against one another, he supposed, but not nearly entertaining enough. The last one was completely hopeless. She was too nervous to even look at him. Were these really the bestest best friends he was supposed to be meeting? How dull. Pinkie could do better than them. No wonder she had been so desperate to be friends with him.

"So, Discord, where are you from?" Rarity asked.

"Yeah _Dizzy_," Rainbow Dash smirked. "Where are you from?"

Discord raised an eyebrow at the name Dizzy. Only Pinkie was allowed to call him that. "I prefer Discord actually. I'm from – "

"New York! Isn't that amazing!" Pinkie interjected. Did she just lie for him? He looked at her questioningly. "That's why he didn't like the dance. He's used to parties being a lot bigger than anything Ponyville could produce." Dance? Oh right. Now that Pinkie mentioned it, he did remember those girls pestering him after he insulted her little party a couple of nights ago. He hadn't been exactly polite to them, or to Pinkie for that matter. That explained the hostility.

"New York! Oh that is simply divine!" Rarity gushed. "I've always wanted to go to New York. What's it like?"

"Lots of people, noisy, full of smog," Discord replied with a shrug. "Could use a giant marshmallow man or two to loosen people up a bit. Don't you think Pinkie?"

"Oh definitely!" she giggled. "And maybe buildings made of gingerbread so you would never be hungry and streets made of soap so you can slide to anywhere you wanted to go."

"I like the way you think Pinks," Discord grinned. "Soap travel would be both fun and eco-friendly!"

"Oh dear sweet Celestia," Rainbow Dash muttered under her breath. "There's two of them."

Applejack looked over at her in confusion. "Did you just use the principal's name as a curse? That's a little weird."

Rainbow Dash shrugged. "Twilight used to do it. I don't see why I can't."

"Twilight was from an alternate dimension," Applejack countered. "She's allowed to be a little weird." Discord, who had been brainstorming with Pinkie about all the different ways New York could be discorded (a llama herd in central park? Oh yes!), stopped midsentence and turned towards Applejack.

"I'm sorry," he said. "Did you say alternate dimension? I'm not sure if I heard that quite right."

"Yeeup! That's what I said," Applejack replied. "Did Pinkie not mention Twi?"

"No," Discord glanced at Pinkie.

"He never asked," she said simply, biting into a cupcake that Discord was almost certain she hadn't had a moment ago. Discord raised an eyebrow at her, and she shoved the rest of the cupcake in her mouth and swallowed it in one gulp before saying, "She's a magical pony princess who used the magic of friendship and the elements of harmony to defeat Sunset Shimmer and bring harmony back to Canterlot High."

"Did you say the elements of harmony? And a magical pony princess?" Discord leaned in eagerly, grabbing a bag of popcorn from nowhere (Pinkie did it and nobody said anything so that meant he could too right?).

"Where did you-" Applejack began, but Discord shushed her. He turned back to Pinkie. "I think you need to start from the beginning."

"Okie dokie lokie! I was born on a Tuesday – "

"Er… not quite that far in the beginning Pinkie," Discord said. "Start at the part when Twilight comes in."

"Ooh! Okay!" So Pinkie, with various interjections from the other four girls, told him all about her bestest best friend Twilight and how she had come to Canterlot High from another dimension where everyone was a pony. As she told him about their adventure together, Discord's grin got wider and wider.


	6. Chapter 6

"So you five are, essentially, the elements of harmony?" Discord asked once Pinkie was done.

"Basically yeah," Applejack answered.

"I hold the element of generosity," Rarity supplied.

Rainbow Dash folded her arms and gave him a smug smile. "I'm loyalty!"

Applejack gave a modest nod. "Honesty."

"K-k-kindness," Fluttershy whispered bashfully from behind a curtain of pale pink hair.

"And I'm laughter!" Pinkie giggled.

Discord grinned. The bearers of the elements were five teenage girls. That made things a lot easier. It was hard to manipulate stone, but people could be easily turned. "What element did Twilight hold?" he asked.

"Magic! The magic of friendship!" Pinkie answered eagerly. The element of magic, huh? That made sense. The crown must hold the power needed to activate the girls' latent magical abilities. "So what happened to the crown?" he asked.

"Oh Twilight took it with her into the portal," Pinkie answered.

Hmm…that made things a tad bit difficult. "Do you girls know how the portal works?" he asked.

"The portal Twilight went through? Not really," Rainbow Dash shrugged.

"OOOH!" Pinkie squealed bouncing up and down excitedly. "Sunset shimmer would know. She came from the same dimension as Twilight. She goes to a different school now (couldn't handle the guilt of turning everyone into zombies, poor girl) but I e-mail her every week to see how she's doing. She could tell you about the portal. Let me give you her e-mail address." She pulled a piece of paper and a pencil out of her hair and wrote down the address. She was about to give it to Discord when Applejack snatched it out of her hands.

"Why are you so curious about the portal and the elements?" she asked suspiciously.

Discord put on his best 'I bear the element of innocence' face. "No particular reason. I'm just curious. It's not everyday that you hear about magical portals and demon fighting teenagers – er, well, outside of television that is."

"I suppose," Applejack conceded. Just then, the bell rang, signaling the end of lunch. Discord used the distraction to snatch the address out of Applejack's hand.

"Well this has been fun girls, but I really must be getting to class," Discord said with a grin. "Ta ta!"

"Wait Dizzy!" Pinkie bounced up to him. "I was wondering if you could help me bake cupcakes after school today. I wouldn't ask but I pinkie promised the Cakes last week that I would come up with a new recipe for the bakery and I was so focused on the fall formal that I haven't had time to come up with _anything_! And I thought, that maybe since your" she lowered her voice to a whisper, "magic is often food related you might have some good ideas."

Discord scrunched his nose up in distaste. "Cupcakes? My dear Pinkie, why would I help bake cupcakes when I can just poof them into existence?"

"Because baking is fun!" Pinkie answered simply. "And besides, these aren't just any cupcakes, they're Pinkie Pie special flavor of deliciousness cupcakes which means _no shortcuts_." She narrowed her eyes dangerously at him. "I hope you're not suggesting that I compromise the integrity of a Pinkie Pie cupcake."

"And what if I were?" Discord raised an eyebrow.

Pinkie smiled in a slightly unhinged way. "Then your body will never be found."

Discord laughed nervously, not sure if she was joking or not. Pinkie began to laugh along with him, quickly drowning out his small chuckle with a dark, twisted slightly insane cackle that made chills run down his spine. He wasn't sure if he should be scared or horribly attracted. "I'll help," he said quickly. Best to appease her, he thought. "Who knows? Maybe baking really will be fun!"

Pinkie immediately went back to her normal self. "Really? Oh thank you Discord! I pinkie promise that baking experimental cupcakes will be super-duper fun! Cross my heart, hope to fly, stick a cupcake in my eye!" She shoved a cupcake in her eye and giggled before skipping off to class while licking the frosting off her face with an absurdly long tongue.

Discord watched her retreating figure for a moment, pondering the decisions he had made that had led him to being intimidated by a little pink girl, and then quickly shooed the thoughts away. He had work to do. Time to find this Sunset Shimmer person. He made his way to the library and went to the nearest computer. He wrote up a quick e-mail with an enchanted picture attached to it of his face sporting shades and an 'I'm too cool for school' look. As soon as Sunset Shimmer opened the e-mail, the picture would alert him and he would be able to use it to travel through cyberspace to the exact location of Sunset Shimmer's computer. All he had to do was send the e-mail and wait for her to open it. He tapped the send button, leaned back in his chair, and waited…and waited….and waited.

He tapped a finger in impatience. Then a foot. Resituated himself in the small chair. Made some paper ducks and then some paper pterodactyls which then preceded to eat the ducks. After watching the carnage with a bored look on his face, he glanced at the clock on the wall. Only ten minutes had passed. He sighed. This was going to be a long wait.

Meanwhile, in Cloudsdale, Sunset Shimmer's phone vibrated in her pocket. As inconspicuously as possible, she slowly pulled the device out. While her teacher was turned away, she quickly unlocked the phone and looked at the new e-mail notification. _Don't wait! Open now!_ read the subject line. From chaosisfun . Sunset rolled her eyes and quickly deleted the message without bothering to open it. She hated spam.


	7. Chapter 7

"Boy Dizzy! You sure do spend a lot of time in the library!" Pinkie said suddenly, waking Discord up with a start. She had gone looking for him after class, and had found him fast asleep next to a computer. Little paper pterodactyls were trying to eat his clothes, so she thought it was best to wake him before they did too much damage. "Are you sure it's okay for you to be making those?" she pointed to a particularly voracious pterodactyl that snapped its teeth at her. "I thought your magic was supposed to be a secret."

Discord yawned and snapped the dinosaurs away. "Nobody saw them. We're fine. The librarian's been hiding in her office all day." Still shaken from that spider bookworm from earlier that morning no doubt. Discord smirked at the memory.

"Okie dokie lokie!" Pinkie grinned. "Ready to go make some cupcakes?"

Discord stood up and stretched. "I suppose." He glanced at the computer and then shrugged. The picture would alert him if Sunset Shimmer opened the e-mail and signal her location no matter where he was. He could make cupcakes with Pinkie. Still, he was surprised she hadn't checked her e-mail yet. Weren't teenagers addicted to their electronics nowadays? You'd think she'd have opened it by now.

"Oh goody!" Pinky said, grabbing his arm. "Let's go then! We've got lots of baking to do!"

She brought him to a very pink gingerbread shaped building. A sign hung out in front with a picture of a cupcake and the words _Sugarcube Corner_ written underneath. "So why did you promise to invent a new cupcake flavor for…er, the Cakes was it? Are they your friends too?" Discord asked, not without a hint of bitterness in his voice. He still wasn't really comfortable with being only one of Pinkie's many, _many_ friends.

"Of course they are!" Pinkie answered, completely oblivious to the tone in Discord's voice. "But they're also my bosses. I work here most days after school. I live here too." Pinkie led him inside. Already customers were lined up, making out their orders to a very tired looking Mrs. Cake.

"You live in a bakery?" Discord asked looking around. The shop was cozy and cute, yes, (a little too cute for his taste) but he couldn't really picture Pinkie living here. Oh wait. He thought of Pinkie's reaction to food, especially sweets, and how she always somehow had a surplus of cupcakes hidden upon her person at all times. Yeah. Pinkie _would_ sleep in a bakery. Actually he quite liked the idea. He imagined she slept on a cake bed in the kitchen and used fondant as a blanket. He grinned at the thought.

"Not in the bakery silly!" Pinkie giggled, destroying Discord's little fantasy. "There's an apartment upstairs where me and the Cakes live. My family lives on a farm _way_ out in the country. My parents homeschooled me for a while, but I didn't like it. It was so hard to make friends living so far away from everyone! I begged them to let me go to public school, but we lived so far out that it just wasn't realistic. The Cakes are an old family friend, however, and when they heard about my problem they decided to step in and help. I've been living here ever since! The Cakes have been so good to me, helping them out with the bakery and the twins is the least I can do! Speaking of twins…" Pinkie walked over to a playpen which had two burbling infants inside. She reached down and hugged the pair. "How are my favorite little flufflykins?! Have you been good today? Pinkie missed you!" She gave them a good squeeze while they giggled and grabbed a bunch of Pinkie's hair, trying to eat it. She laughed and set them both back down in the pen, disentangling their hands and mouths from her hair as she did so. "How many times do I have to tell you two that my hair is not food?" She smiled at them.

"Could have fooled me!" Discord said, coming up behind her, plucking off a bit of her hair like it was candy, and popping the pink bit of fluff into his mouth. "MMM," he said. "Tastes like cotton candy." Pinkie quickly pulled out a small bit of her hair and ate it too.

"Hmmm," she tapped a finger on her chin thoughtfully. "Tastes more like cupcakes to me." Her expression suddenly brightened. "Do you think we could make cotton candy cupcakes? That would be delicious! Although I would prefer not to use my hair as the main source of cotton candy flavoring. People might be a bit put off by it, and besides I would rather keep my hair where it is." She giggled. "I'm a bit attached to it." Discord grinned at the pun. "I bet you are!" he said. He put his thinking cap on, which was actually a baseball cap with a brain pictured on the front. "I could easily make a cotton candy cupcake with my magic, but I'm not sure if we can manage it without it."

Pinkie shrugged. "Can't hurt to try," she said. "But before we do that, we need to help the Cakes man the front counter."

Discord raised an eyebrow. "I thought we were making cupcakes?"

"We will," Pinkie responded quickly. "After the shop closes, but until then we need to give Mr. and Mrs. Cake a much needed break."

Discord grumbled something unintelligible under his breath, but Pinkie had already hopped behind the counter and didn't hear him. She went into the kitchen and then came back out pushing a very bewildered Mr. Cake and his wife upstairs. "Now are you sure you have everything handled Pinkie? You don't usually work this shift by yourself," Mrs. Cake asked.

"Don't worry Mrs. Cake! Dizzy's here to help me! You and Mr. Cake haven't taken any time off in ages! You can take a break for one afternoon," Pinkie insisted, picking up the twins and handing them to Mrs Cake. "Me'n Dizzy have got everything covered!"

Mrs. Cake looked uncertain. "Are you sure Pinkie? Does…um…Dizzy even have any experience baking?"

"Weeeeelllll," Pinkie replied. "I'm not sure if you could call it baking, but he sure does have a lot of experience with food!" She grinned. "I promise you have nothing to worry about!"

"Well, if you're sure," Mrs. Cake said. "I suppose we can let you handle things."

"Of course you can! Have a nice break!" She shoved them up the stairs and slammed the door shut with a huge sigh. "I thought they'd never leave!"

"Hey! I need a chocolate chip muffin over here!" Shouted a disgruntled voice from the ever-growing line of customers. "I want a bear claw!" "A rainbow cupcake would be nice!"

Pinkie put on her biggest smile. "Coming!" She dragged Discord behind the counter and slipped a pair of bright pink aprons on the two of them. "Discord I'm going to need you to handle half of the customers while I handle the other half. Just give them the item they ask for and take their money. The amount each item of food is worth is written underneath the counter. Got it?"

"Um…yes?" Discord said nervously.

"Good!" Pinkie said. She turned her attention to the customers and shouted brusquely, "I need two lines here people! Let's move it!" To Discord she added kindly, "Don't worry, you'll do fine!" before she began serving the line that had formed before her. Discord wasn't quite so sure if he agreed with her. He gazed at the increasingly long line of impatient people before him and gave an involuntary shudder. What had he gotten himself into?


	8. Chapter 8

Discord had always assumed that there was only one kind of chaos – the good kind. The kind that ended with people yelling at each other and possibly screaming in terror of ridiculous creatures. There was no possible way to describe how very much he enjoyed this type of chaos. He would bask in it. It was his pride and joy. His favorite form of entertainment. What he did not realize in all his years, however, was that there was another kind of chaos. An unpleasant nasty kind of chaos that made him want to pull off all the skin on his body and dive into a pit of lava in order to escape. The chaos of a bakery during the after school rush.

"Can I have three snickerdoodles please?" "I'll take a chocolate éclair." "I want a dozen candy blast cupcakes." For nearly an hour, there was nothing but serving customer after demanding customer. While he tried his best to serve the customers in his line, Pinkie rushed back and forth from the kitchen to the front counter, serving the customers in her line, baking, taking orders, and giving Discord small looks of encouragement right after he bungled _another_ order. But he didn't want encouragement. He wanted to burn the entire chaos-forsaken bakery down! And why didn't he? Why did he put up with all the annoying, loudmouthed, and altogether rude customers before him? No one would know it was him. Who would blame the new bakeboy if the whole bakery just suddenly decided to spontaneously combust? No one. Not one single person would point their finger at the weird gray kid in a pink apron who could barely give the right cupcake to the right patron. And he could do it too. Just a snap of his fingers would set the whole place ablaze. A small smirk graced his face as he imagined the screams. Ah yes, it would be absolutely brilliant! Why don't I do it? he thought with some surprise.

"Here you go Ditzy! One dozen blueberry muffins fresh out of the oven," said an overly chipper Pinkie as she came out of the kitchen. "Can I get you anything else?" Her cheery voice completely shattered any and all thoughts he had of magical arson. Burning down the bakery would make Pinkie sad, and for some inexplicable reason, he didn't like the thought of that. Stupid friendship making him do stupid things he didn't want to do. Don't worry Discord, he thought to himself. Once you corrupt the elements you'll be able to burn down all the bakeries you want. And Pinkie will be so distracted by the wonders of chaos that she won't have time to be sad. Just be patient.

At last there was only one customer left. "Can I get a one of those banana chocolate whatchamacallits?"

Discord gave the very rotund old man before him an annoyed look. "Are you talking about the cupcakes, muffins, cookies, Danishes, scones, or éclairs?" he asked.

"Hmmm…." The man looked down at the display case. "I'm not sure. Do you have any suggestions?"

"Yes actually," Discord replied. "You should save the money you were going to spend in this bakery and invest in a treadmill."

"Excuse me!"

"Or possibly a stationary bike," Discord continued ignoring the look of rage on the customer's face. "Either one would do the trick really."

"Discord!" Pinkie screeched in alarm having just overheard the conversation as she left the kitchen. "I know you're stressed, but you can't speak to customers that way!" she said as she placed a freshly baked batch of scones in the display case. She turned to the old man. "I'm sorry sir! Please have a free cupcake on us! Any kind you'd like."

"Do you have any chocolate banana cupcakes?" the old man said, hopefully.

Pinkie grinned. "Of course!" She handed him a chocolate colored cupcake with yellow frosting from the display. "Have a nice day!" She gave Discord a very pointed look as the man left the bakery.

"What?" he said indignantly. "I was trying to do the man a favor! That weight can't be healthy at his age."

"That is not the point Discord and you know it," Pinkie sighed and shook her head. The disappointed look in her eyes as she went back into the kitchen made Discord frown.

"But Pinkie!" Discord whined, following her. "The man was being ridiculous!"

"No he wasn't," Pinkie said, placing the dirty dishes in the sink and grabbing a large clean bowl. "And even if he was, you're supposed to always be polite to customers. Otherwise people wouldn't come to the bakery anymore and the Cakes and I would be kicked out of our home and we would have to in a cardboard box in an alleyway somewhere. Or worse! We would have to live at the rock farm!" She plopped a bag of flour on the table. "Not that there's anything wrong with the farm, but it's _so far away_! I mean, miles and miles away. I would hardly ever get to see any of my friends anymore!" She reached into a cupboard and pulled out a bag of sugar. "But it's all okay now because you're sorry and won't ever insult a customer again right?" She moved closer to him, holding the bag of sugar as if she might throw it at him if he gave the wrong answer. "Right?" she asked again.

"Er…yes?" Discord replied.

Pinkie grinned. "Good!" She placed the sugar on the table. "Come on," she said, motioning for him to stand next to her at the table. "I think I baked enough goodies to last the rest of the day, so we should experiment with some new cupcake recipes while the shop's empty." Pinkie looked up at the ceiling thoughtfully. "Hmmm….now what kind of cupcakes should we try to make?"

"You mentioned cotton candy earlier," Discord said rather halfheartedly. He would never admit it, but he felt a bit bad about making Pinkie upset.

"Yeah, but I'm not quite sure if that would work," Pinkie replied. "Cotton Candy melts really easily and I don't think the flavor will hold up while baking. Do you have any other ideas?" She asked as she began to get out more generic cupcake ingredients.

"Not really." He snapped his fingers and a glass appeared in front of him. Ah. Chocolate milk. His cure all for bad feelings. That would get rid of that unpleasant feeling deep inside his belly. He took a sip and immediately spat it back out. "That is not chocolate milk!" he shouted.

Pinkie grabbed the glass and looked curiously at the bubbly brown liquid inside. She took a cautious sip. "You're right!" She smiled. "It's root beer!" She guzzled the drink down and slammed the glass on the table with a satisfied sigh. "I loooovee root beer!"

"Maybe you should make a root beer cupcake then," Discord grumbled, upset that he hadn't gotten his chocolate milk. He was about to snap his fingers and try again, when Pinkie suddenly threw her arms into the air dramatically almost hitting Discord in the head. "That's brilliant!" She screamed.

"I was kidding Pinkie," Discord said, moving her arm so it would no longer be in danger of giving him a black eye if she decided to shout something again.

"We could make a whole line of soda pop flavored cupcakes!" she continued, ignoring him. "It'll be the most delicious thing in the entire world!"

"If you say so," Discord said with a raised brow. Soda flavored cupcakes did not sound good in the slightest to him, and he was a little confused on how it could possibly sound good to her. But then again, this _was_ Pinkie. She was the girl who thought putting hot sauce in a cupcake was a good idea.

"Now if only I could find a strong, powerful chaos master to conjure up a few soda pop flavorings for me." She sidled up to Discord and fluttered her long eyelashes at him.

Discord rolled his eyes and snapped his fingers. Several small bottles containing different concentrated soda pop flavorings appeared on the table. Pinkie clapped her hands in excitement. "YAY! Thanks Dizzy! This is going to be awesome!"


	9. Chapter 9

A/N: Woot! Woot! Two chapters in one week! I'm seriously too impatient to wait to put up chapters so I'm just gonna put them up as I finish them from now on.

* * *

Fluttershy had many animals that she took care of. Some of them were small. Others were quite large. Some were quiet. And some were ridiculously loud. Now one would think that the large, loud animals would be the most obstinate and demanding of all her animal friends, when, in fact, the exact opposite was true. The animal that claimed most of Fluttershy's time and attention was actually a small, white bunny named Angel.

"Now Angel, I know you want carrot cake, but you can't frighten the hamsters at the animal shelter like that just because you want to leave early," Fluttershy chided as she walked down the street towards Sugarcube Corner. The bunny she carried in her backpack merely rolled his eyes. "The poor dears were _shaking_ when I got to them! I wanted them to get back in their cage, yes, but chasing them while wearing fake bloody fangs and hissing was not the proper way to go about it. Where did you even get those things anyway?" She sighed. "Oh, how I wish you could understand me!" In fact, Angel did understand her – every single word – he just didn't care. He hated those hamsters, and he had really wanted his cake.

As she neared to the bakery, she heard indistinct, angry shouts from coming from inside. She hesitated to go in, scared that the shouts may be aimed at her if she did so, but Angel was having none of that. He popped out of the backpack and started pushing the frightened Fluttershy inside. The door made a light tinkling noise as they entered, but it was quickly drowned out by the sound of someone screaming in frustration coming from the kitchen. It sounded like Pinkie Pie, Fluttershy thought. Oh dear. She frowned. Strictly speaking, customers weren't allowed behind the counter, but Fluttershy was worried. Pinkie did not get aggravated easily. She slipped into the kitchen quietly, hiding in the shadows and trying to seem as small as possible so she wouldn't draw any attention. Just because she wanted to make sure Pinkie was okay, didn't mean she wanted to get yelled at. She grimaced at the sight before her. Cupcake batter splattered every surface and a very horrid smell of burnt cupcake and spilled root beer permeated the room.

"Ugh! Why are these not coming out right?" Pinkie cried as she pulled out a third batch of soda flavored cupcakes that didn't taste anything like soda or cupcakes but some sort of horrible, bitter substance that had no business being in a bakery and should take the first cab it could find and go someplace deep, dark, and void of all life.

"Because soda flavored cupcakes are a horrible idea!" Discord shouted. "I tried telling you that after the first batch, but would you listen to me? Noooo! 'Let's try again, Discord' you said! 'It'll be fun!' you said."

Pinkie glared at him. "Well, if someone was actually helping me instead of standing around being all sulky, maybe I could bake them right! The cupcakes can sense your bad attitude."

"Oh what a pile of – "

A small scream interrupted what Discord was going to say. The two very angry occupants of the rooms suddenly turned their glares towards Fluttershy, who immediately covered her mouth with her hand. "S-sorry," she stammered as a very impatient Angel bunny tapped his foot. A red mark on her leg was beginning to show where he had pinched her. Was she going to let these weird humans fight all day? He needed his carrot cake!

"Hi Fluttershy!" Pinkie said, instantly cheering. "Why did you scream? Are you getting ready for a screaming party tonight? Can I come? I'm super duper good at screaming! Wanna hear?" She took a breath, and just as she was about to give the loudest scream in the history of screams, Discord shoved a cupcake into her mouth. Specifically, one of the abominable soda cupcakes of death on the counter. Pinkie's eyes grew wide, and she hopped about frantically, spitting out the offending cupcake. "EEW! Ugh! Nasty, nasty, nasty!" She clawed at her tongue to get off every last crumb, and then gargled some water straight out of the tap.

"Oh my!" Fluttershy cried. "Are you alright Pinkie?"

Discord waved the question away. "Oh she's fine," he said. "These cupcakes are just a bit bitter 'tis all!" Pinkie raised an eyebrow at that as she spit the water she had gargled into the sink. 'Just a bit bitter', huh? She grinned evilly.

"Oh Dizzy!" she called.

"Yes, Pink-" Discord began, turning to Pinkie just as a cupcake hit him square in the face. Pinkie giggled. "Alright." Discord wiped the cupcake off his face. "This means war!" He grabbed an armful of cupcakes from the counter and started throwing them at the pink haired menace before him. She grinned as she jumped and dodged each one. "Whoops! Missed me!" she cried as she quickly danced out of the way. "Try again!" she winked. "Hey that one was close!" she said happily as a cupcake hit a cabinet just inches from her head.

Enraged, Discord began throwing the cupcakes at an inhuman speed. Pinkie giggled as she dodged each one. She was invincible! A cupcake dodging machine! No wait! A cupcake ninja! YES! No one could hi – a cupcake hit her in the face and she fell dramatically on the floor behind the counter as if shot with a bullet.

"HA! Take that you cur!" Discord shouted. "I beat Pinkie! I beat Pinkie!" He danced around happily. His victory was cut short, however, as Pinkie suddenly rose from the behind the counter, her arms full of cupcakes, and a manic, deranged grin plastered on her face. "How – where did all those cupcakes come from?" Discord asked, dumbfounded. He was certain he had used almost all of them earlier. Pinkie only replied with a cold, bone-chilling laugh. "Fiddlesticks," Discord cursed as a cupcake flew at him at lightning speed.

It was at this point that Fluttershy found the courage to…run out of the kitchen as fast as possible. Huddling in a corner with her arms over her head wasn't good enough anymore. Not when Pinkie looked like that. This is why customers aren't allowed back here, she thought as she dashed out of the door, Angel fast on her heels. She would wait in the diner for Angel's carrot cake, where it was safe….She hoped.

~Chaos~

Mrs. Cake gazed worriedly at the floor as shouts and crashes sounded from the bakery below. She put her knitting down and looked at her husband who was sitting in an armchair reading a newspaper. "Dear," she began hesitantly. "Do you think we shoul-"

Mr. Cake shook his head, stopping her midsentence. "Not for a million dollars," he said, glancing at the floor below him. The sound of Pinkie's menacing laugh echoed up to them, and the Cakes shuddered.

"That poor, poor soul," Mrs Cake said, thinking of the gray haired boy Pinkie had brought home with her and the fate he was inevitable facing at that moment. Mr. Cake nodded solemnly.

"He never had a chance," he said.

~Chaos~

Cupcakes flew through the air hitting everything in sight from cabinets, to counters, to hair, to clothes. Nothing was left untouched. Nothing that is, except for a large bag of sugar on top of the cabinet just above Discord's head. The bag of sugar wasn't sure why it had been spared the carnage while the rest of its sisters and brethren lay in broken heaps upon the cupcake splattered floor. It only knew that such luck couldn't last long and it would soon be joining them in food heaven, if there even was such a place. It had never been a particularly spiritual ingredient, but it thought that this was as good a time as any to start. "Dear God," it prayed. "If I die today, please don't let me die in vain. Give me vengeance for the death of my comrades, and help me to fulfill one of my greatest dreams."

Just as it finished its prayer, a stray cupcake hit its side knocking it precariously close to the edge. It sighed in relief. That was close! "HA! Missed me!" Discord shouted, bouncing up and down. Unfortunately, the resulting tremors were enough to knock the bag of sugar off of its perch and onto Discord's head. The bag burst upon impact, spraying sugar everywhere. Discord swayed dizzily for a bit, and then slowly slunk onto the ground.

Pinkie gasped. "Dizzy!" she ran over to him and knelt down. "Are you okay?" She grabbed his shoulders and started shaking him as tears poured down her cheeks. "Speak to me Dizzy!"

Discord groaned. "Ssstop shaaking me Pinnnkie!"

"HE LIVES!" Pinkie cried. She jumped on top of him, hugging him tightly around the neck. "I thought you had died!"

Discord knew he should say something, but he was still disoriented from being hit on the head by a bag of sugar and couldn't remember how to form words. It had nothing at all to do with the pink cupcake covered girl that was suddenly on top of him. Nope. Nothing at all. "Err…" he managed to say.

"But you're not dead!" Pinkie continued, jumping off of him with a grin. "So everything is okay now!" She skipped away, humming to herself.

"Riiigght," Discord mumbled, feeling strangely disappointed now that Pinkie was gone. Wait. Why was he disappointed? He sat up and rubbed his head. That bag of sugar must have hit him harder than he had thought.

"Dizzy! You'll never believe this!" Pinkie said from her position by the counter. She turned towards him holding the bowl of infamous soda cupcake batter in her hands. She tasted it with her finger and grinned. "We did it!" Unbeknownst to them, a bag of sugar had just been granted its final wish.

~Chaos~

"So you see? All it needed was a buttload of sugar!" Pinkie explained to a fascinated Fluttershy as they sat with Discord in a bright pink booth in the bakery. Angel, having just finished gorging himself on a much deserved carrot caupcake, lay sleepily in Fluttershy's lap.

"But Pinkie, didn't you just invent a new cupcake a few days ago for the fall formal?" Fluttershy replied. "Why didn't you just use those for the Cakes? If you don't mind me asking, that is."

Pinkie thought for a moment. "Oh yeah," she said slowly. "I forgot!" she giggled. Discord's eye twitched.


	10. Chapter 10

A few weeks later in the Everfree Forest a very happy Pinkie Pie lay in a checkerboard meadow, staring up at a magenta sky as birds mooed from somewhere in the peppermint trees behind her. The new line of cupcakes had turned out to be huge success. So huge, in fact, that Pinkie was forced to take on more shifts in order to keep up with demand. Thank goodness for Discord! He was so willing to help her out in the bakery that the Cakes ended up hiring him as a part-timer, and despite the slightly bumpy start to his baker career, after about a week or two, Pinkie felt like he was finally starting to get the hang of things. Today was the first day they had had off in a very long time. It was nice to finally get a chance to relax and have some good chaotic fun.

She sighed. She wished that she could have spent some time with all of her friends, but he still didn't want anyone else to know about his powers. She couldn't imagine why. Her friends were very accepting people after all. Of course they would love Discord! He was strange, yes, but the good kind of strange. The kind of strange that came with candy trees and chocolate rain. Wait a second. She jumped to her feet. "I never tried the chocolate rain!" She rushed over to Discord, where he lay in a hammock gently snoring. For a moment, Pinkie thought of not waking him, but then she wouldn't get chocolate rain and that just wouldn't do. "Dizzy! It's an emergency! You've got to wake up! I just realized something horrible!" Discord woke with a start, knocking off his sunglasses and nearly falling out of the hammock. "What? What is it? Did the cupcakes burn?"

Pinkie shook her head. "Silly Discord. We're not at the bakery!"

"Oh right," Discord said slowly, looking around the clearing to see what could have caused Pinkie to create such a ruckus. "Why did you wake me up then?"

"Huh?" Pinkie had been distracted by a part bee part butterfly thing (butterbee?) that had flown in front of her. So cute! She quickly turned her attention back to the matter at hand. This was important. "I never got to try the chocolate rain," she shrieked. "It's terrible Dizzy! Terrible! What if I had gone home without trying it? I may never have gotten another chance! And then I would have to go my entire life wondering what it would have tasted like – "

"Pinkie," Discord put up a hand to stop her, but she didn't notice.

"-what it would have felt like to have chocolate rain from the sky from cotton candy clouds-"

"Pinkie."

" – I WOULD BE SO SAD! I wouldn't throw parties anymore or eat candy or cake! I would just sit in my room –" Discord snapped his fingers and pink rainclouds covered the clearing, immediately shutting Pinkie up. Her mouth watered as the first chocolaty drops of rain splashed onto the ground. Throwing shouts of joy up into the air, she bounced and slid over what was quickly becoming a very slippery chocolate covered checkerboard meadow, and flopped down on her back in the middle of the glorious cocoa madness, her mouth open, and tongue outstretched to catch every last morsel. No words could adequately describe what she was feeling at that moment. It was brilliant. Chocolate – marvelous, delicious, fantastic, tantalizing chocolate – was everywhere, and she could drink as much of it as she could possibly want.

She was soon drenched in the stuff, and despite its deliciousness, she quickly realized that it was fall, and even though it had been warm enough when the sun was out, she was now cold – extremely cold. For a while, she ignored it, not wanting to leave the scrumptious goodness that was chocolate rain, but then she realized that she couldn't enjoy chocolate rain anymore if she caught hypothermia and quickly jumped up. Shivering, she slid over to Discord's hammock which was the only dry area in the clearing. A small halo of cloudless sky shone sunshine onto his sleeping face. He looked completely relaxed and incredibly _warm_. Maybe he wouldn't mind if she just slipped into the hammock with him. He was sleeping anyway so she might not even wake him up. At least, Pinkie thought he was asleep. It was a little hard to tell with the dark sunglasses. Careful, so as not to wake him from his possible slumber, Pinkie started climbing into the hammock. Almost immediately, the apparently not sleeping Discord lifted his sunglasses and raised a curious eyebrow at her. "Pinkie, what are you doing?"

"I-I-I'm c-c-cold, a-a-and y-y-you're n-n-not," Pinkie replied, teeth chattering as she snuggled as close to him as possible. He was so freakin' warm.

Discord squirmed at her touch. "Gah! Pinkie you're cold and wet! Stop!"

"Shhh," Pinkie said softly, throwing an arm around him and nuzzling into his chest. "Just let it happen." Discord suddenly felt very conflicted. On the one hand, a beautiful girl had her body wrapped tightly around his, making him feel things he hadn't felt in an awfully long time. On the other hand, she was also _freezing_. After a moment, he snapped his fingers. Her clothes dried and a thick quilt appeared on top of them. Even the hammock felt just a tad bit larger to accommodate for her. "Thank you Dizzy," she mumbled as the warmth seeped into her body. She suddenly felt very sleepy. A nap would be nice. She felt Discord relax underneath her after a bit, and put his arm around her. Soon, she fell into a deep slumber.

Discord on the other hand, was very much awake. The power this little pink fluffball had over him was deeply unsettling. Not that he minded her snuggling up to him in a hammock. No, that was quite nice actually. Although it did make his heart do a weird fluttery thing, but that could be easily ignored. No, what bothered him was that Pinkie had somehow convinced him to get a part-time job at the bakery. He just couldn't say no to her!

"It'd be the funnest thing in the whole wide world if my bestest best friend could work there with me!" she had told him after school one day. Discord gave a smug grin. 'Bestest best friend,' did she say? He was movin' up!

"Well of course it would be, my dear Pinkie! I do know a thing or two about fun, after all," he preened.

"Does that mean you'll do it?" Pinkie grinned.

"Weeelll," Discord hesitated. As much as he liked Pinkie, he really, really hated the bakery.

"Pleeeaaase!" Pinkie was looking at him with those eyes again. He just didn't understand. How did she get them to look so desperate and sad and hopeful and -

"Of course I'll do it Pinkie!" Wait! Why did he just say that? He was supposed to say no! "I love the bakery!" What? No he didn't! He hated it with a fiery passion!

"This is so exciting! I've never had a job with a friend before! I mean, sometimes Applejack helps out in the bakery, but never anything permanent!" Pinkie gasped. "Oh my gosh! We should have a party to congratulate you on your new job! Oh, but you don't like my parties do you? Ooh! Maybe we can have a mini chaos party with just the two of us! That'd be fun! Right? Then you can show off your magic some more and make it as exciting as you want! Oh this is going to be the best thing ever in the history of best things!"

And so it was, that Discord spent every afternoon in the bakery – afternoons where he should have been figuring out how to get to the other dimension and steal the crown, but instead he was stuck making sugar cookies. If only that idiotic Sunset Shimmer would open his e-mail. It'd been weeks already! He'd have to figure out some other way to get to the crown, and soon. He had been lucky so far. As of yet, he had been the only one to come to Ponyville seeking the Elements, but he doubted that his luck would hold out for long. There were a lot of monsters out there that would do anything to get their hands on the Elements. He looked down at the top of Pinkie's head and thought of the Element of Laughter that she held. His arm around her tightened. She fidgeted a little and yawned sleepily.

"Is something wrong Dizzy?" Pinkie asked, moving to look up at him.

He shook his head. "No. Of course not. Go back to sleep Pinkie." She nodded and put her head back down onto his chest.

After a moment Discord said, "Pinkie? Can I ask you a question?"

"Mmhmm," Pinkie replied sleepily.

"When I first met your friends, why did you tell them I was from New York?" The question had been bothering him for a while now.

"Well I couldn't very tell them you were a demon sent from Hell to cover the world in chaos," Pinkie answered.

Discord's eyes grew wide. "How did you know that?"

Pinkie yawned. "Just a hunch."

She knew. She knew his true identity this whole time and still wanted to be friends with him? Still trusted him enough to fall asleep next to him in a hammock? Not only that, but she had lied to protect him. One thing was certain. No matter who might come, no one was going to take the Elements – especially Pinkie Pie – away from him.


	11. Chapter 11

"Are you sure it's Sunset Shimmer's birthday today?" Pinkie questioned as she and Discord walked up the front steps of Cloudsdale Public High School. It was Monday and usually the two would be at the bakery, but the Cakes had immediately let them off of work once Pinkie told them she needed to throw a surprise birthday party for a friend. With Pinkie Pie working for them so long, they were used to last minute party emergencies. "She never even told me!" Pinkie continued.

"Of course I'm sure!" Discord affirmed. "I saw it on Friendbook!"

"Really? I didn't even know she had an account! I didn't even know _you_ had an account!" Pinkie pulled out her phone. "I have to add both of you!" Drat, he thought. He'd never even been on that silly website.

"Later Pinkie! We have work to do, remember?" Discord said, distracting her.

"Oh right!" Pinkie replied, putting her phone away in an unseen pocket. She put a fake mustache on and slunk into the shadows of the building. "Sneaky-eaky surprise birthday spy mission is a go!" Discord smirked and snapped his fingers. Suddenly both he and Pinkie were wearing black catsuits. "OOH! Me likey!" Pinkie said, looking at her suit.

"Do you remember the mission, agent?" Discord crept into the shadows next to Pinkie.

She saluted. "Absolutely positutely, sir! While you distract Sunset, the other agents and I will decorate the gym!" Pinkie tilted her head for a moment. "Wait. Do we even have permission to have a party in the gym?"

Discord shrugged. "Does it matter?"

"Of course it matters!" she cried. "We could get in a lot of trouble!"

"Then yes we have permission," he lied.

Pinkie gave him a shrewd look, but then smiled. "Okey dokey lokey!" Just then, Rarity, Fluttershy, Applejack, and Rainbow Dash came into view. They waved at Pinkie who, despite her dark catsuit, they could clearly see because of her poufy pink hair which Discord had not even tried to cover. He knew it would be a losing battle. Besides, she looked cuter this way with her large pink curls cascading down her voluptuous – eh, maybe it was best if he left that thought unfinished.

"So are we gonna throw a party or what?" asked Rainbow Dash once they reached Pinkie and Discord's hiding place.

Applejack eyed their matching catsuits. "What in tarnation are you two wearin'?"

"The suits are darling, but, Pinkie, must you wear the musta-?" Pinkie clamped a hand over Rarity's mouth before she could finish.

"Shhhh!" she whispered. "Do you want our cover blown? We can't let Sunset Shimmer see us!"

"Pinkie, didn't you say Sunset Shimmer usually studies in the library after school?" Rainbow Dash asked. "She's not gonna see us."

"She's _usually_ in the library, but that doesn't mean that she'll one hundred percent, for sure be in the library today!" Pinkie looked around suspiciously. "We have to be sneaky."

Applejack shook her head. "Let's just go decorate the gym." As they all walked towards the gym, Applejack noticed Discord slinking off in another direction. "Where's he goin'?" she asked. Pinkie glanced over at Discord as he made his way to the library.

"Oh he's just going to distract Sunset Shimmer for us. He's supposed to bring her to the gym once we're done," Pinkie answered.

"Is he now?" Applejack said doubtfully. "You guys go on ahead. I'll catch up. I've got some business to take care of."

"What kind of bus – oh wait. _That_ kind of business." Pinkie winked. "Gotcha! Well, don't be long. We've got lots of work to do!"

"You know AJ," Rainbow Dash said as she walked past. "You can just say bathroom. It's nothing to be embarrassed about. Everybody does it."

Applejack blushed. "What? But I didn't mean –" Rainbow Dash, however, was already past her and down the hall, following the rest of the girls as they headed to the gym. "Aw, whatever," she said. "They can believe that if they want." She readjusted her hat. "Time to find out what Discord's schemin'."

~Chaos~

Since turning into a crazed demon last year, things had been difficult for Sunset Shimmer. Although everyone had forgiven her, no one was exactly comfortable with her. Understandable considering she had not only terrorized them for two years, but also turned all of her classmates into zombies once she got the Element of Magic. Princess Twilight Sparkle had told the other elements to befriend her, and they had, but Sunset couldn't help but feel as if they were doing it only because Twilight had asked them to, not because they sincerely wanted to be friends with her. She didn't blame them. She had personally broken their friendship apart. Twilight had thought it was to ensure that the elements couldn't be used against her, but she was wrong. Sunset had done it purely out of spite.

Like Twilight, Sunset had once been one of Princess Celestia's personal students. Her story had not ended as happily, however. She had been headstrong and full of pride. Although, Princess Celestia had tried to convince her of the importance of friendship, she had ignored her advice. She was smarter and more powerful than everypony. Why should she befriend those that were beneath her?

As she grew, so did her pride. She began to grow resentful of Celestia for holding things back from her. The knowledge she most coveted was how to become an alicorn princess. She knew it was possible, and she felt that, as the most powerful unicorn in Equestria, it was her right - no, her destiny to ascend. Celestia was only afraid that Sunset would be a more powerful and better ruler than she was, so she had kept her destiny away from her. At least, that was what Sunset had believed at the time. When Princess Celestia kicked her out of the castle, Sunset had escaped to this dimension through the Crystal Mirror, swearing to herself that she would one day return and take her rightful place as Queen of Equestria.

When the portal had opened again, Sunset had snuck back into the castle to see what news she could glean, when, to her surprise, she discovered that Celestia had taken on another student. A Miss Twilight Sparkle had not only discovered the Elements of Harmony, arguably the most powerful weapon in Equestria, but had discovered them by making friends. _Friends!_ They had even used them to defeat Nightmare Moon and the chaos god, Discord. Twilight and her five friends were loved throughout Equestria. They were legends! Twilight was even rumored to be the most powerful unicorn in the last century. This did not sit well with Sunset. _She_ was supposed to be the most powerful unicorn in Equestria. Not some backwards bookworm! The only reason Twilight had so much power was because of her stupid friends! If it wasn't for them, Twilight never would have even found the elements.

Full of anger, Sunset went back through the mirror. She had been outdone by the magic of friendship. It was pathetic! When she saw Twilight's friends' counterparts at Canterlot High, Sunset couldn't help herself. She had to tear them apart. She enrolled as a sophomore student and destroyed any trace of harmony the school had ever had. She became a bully and a terror, and ruled the entire school on fear and hatred. It was exhilarating, but it wasn't enough. She wanted revenge, to take back the destiny that she felt had been cruelly torn away from her. So, when the portal opened again, she decided to steal Twilight's Element. When she found that Twilight had become an alicorn princess, it had only fueled her anger even more. For a moment, when she had put on the crown, and became a demon with a legion of mindless zombies at her command, she felt as if she had won. Finally, she would get what she deserved. If only she had known how true those words would turn out to be!

Twilight had followed her through the mirror, repaired the relationship between her friends, and turned the entire school against her. In the end, Sunset had been defeated by friendship. When the elements had united and encased her in a cocoon of rainbow light, she had felt something she had been missing for her entire life. She felt the happiness that came from being generous and kind to those she loved, the trust and understanding that came from being honest and loyal to those around her, and laughter – she felt what it was like to laugh real laughter, full of mirth, (something she had not done in a long, long time) and to spread that laughter to others. She felt all of this and more, and then suddenly, it was gone. Stripped of all her power, she lay in the crater the elements had created feeling empty and completely alone.

In the beginning, she and Twilight weren't so different. Both of them were reclusive, studious, and extremely powerful. Twilight, however, had opened her mind to the idea of friendship, while Sunset had let her arrogance and pride take control. After her defeat, she had tried to make amends and reintegrate herself into the student body, but seeing the faces of those she had tortured everyday had been too much for her to deal with. So she left. New school. New people. Fresh start. At least, that's what she told herself. She still had trouble making friends, and maybe she spent a little too much time in the library, but things were better than they had been.

She looked around the empty library. She was the only one who came here after school to study. Everyone else had practices for extracurricular activities or were hanging out with friends. All Sunset had were her books. Pinkie, Rarity, Applejack, Fluttershy, and Rainbow Dash still talked and hung out with her occasionally, but they lived a whole town away and had lives of their own, so they didn't have much time to spend with her. It was alright though. Being around them usually just made her sad, anyway. Too many bad memories.

She took a book from a stack next to her on the table. _Schrödinger's_ _Cat and other Mysteries of the Multiverse Explained, _the cover read. She opened it, and began taking notes.

"Hello, Miss Shimmer! At last we finally meet!" Sunset looked up from her book to see a thin, grey-haired teenage boy in a black catsuit smiling kindly down at her.

She raised an eyebrow. "What's with the suit?"

"Suit?" the boy gazed down and frowned. "Oh yes, _that_. I forgot. Ah well." He snapped his fingers and the suit was replaced by a brown twin tailed waistcoat with yellow sleeves and green pants. "Better?"

Sunset narrowed her eyes, suspiciously. "Who are you?"

"Who I am is of no consequence," Discord replied. "I have come here to discuss a mutual friend of ours." He sat in the chair across from her.

"And what friend might that be?" She crossed her arms and cocked her head defiantly. This guy had magic. He could only possibly want to know about one person, and there was no way she was going to tell a sleazeball like him about Twi –

"Why, Pinkie Pie, of course." Discord grinned.

Sunset opened and closed her mouth a few times in stunned silence. "Come again?"

"Pinkamena Diane Pie," said Discord. "Why are you so surprised? Where you expecting someone else?"

"No!" Sunset blurted. "I mean, yes…maybe." She wagged a finger at him. "I'll have you know that I have a lot of friends."

Discord glanced around the empty library. "I'm sure."

"I mean just a ton of friends! How was I supposed to know who you were referring to?" Sunset continued. "But, seriously, though. Why Pinkie? Did she steal your Halloween candy or something? Did she throw you a party you didn't ask for? Did you – " Sunset gasped, eyes wide. "You didn't break a Pinkie Promise, did you? Magic user or not, she will kill you."

"What? No! It's not anything like that!" Discord sighed. "Look, I know her and her little friends are the elements of harmony. I want you to tell me more about them."

"I haven't the faintest idea what you're talking about," Sunset denied, haughtily flipping her hair over her shoulder.

"Do you really think that little stunt you pulled last year went unnoticed? My dear, I can assure you, by now the entire underground knows that something very powerful has taken up residence at Canterlot High." He leaned in closer. "Can you imagine what kind of chaos would ensue if every nearby demon, witch, and changeling found out that a bunch of teenage girls held the most powerful weapon the world has ever known?"

"I don't believe in demons and witches," Sunset said.

"Well that's a shame," Discord frowned. "Considering you were one." Sunset lowered her eyes to the table, ashamed. He continued, "I wasn't lying when I said Pinkie was my friend. She is the first real friend I have ever had. I'd do anything to protect her. I feel as if you know what that is like, to have someone befriend you when you didn't think anyone possibly could."

Sunset gave him a calculating look. "So you want to know about the elements so you can protect them? Not because you want to use them yourself?"

"I wouldn't dream of using the elements, myself," Discord replied. "I have enough power of my own to suit my needs. Any more would only be a bother. My only wish is to protect Pinkie, and the rest of girls too of course, from the monsters that you have brought down upon them. They have done so much for you. Isn't it about time you return the favor? I can help you do that, if only you tell me what I need to know."

She squirmed uncomfortably in her seat, unsure what to do. "I want you to promise, no, Pinkie Promise that you will not hurt those girls! If you really are a friend of Pinkie's then you will know what that means."

Discord's smile grew a little fixed. "Indeed, I do Miss Shimmer. Alright, if you insist. I Pinkie Promise I will not harm Pinkie – "

"Or the rest of the elements," Sunset insisted.

Discord sighed. "Or the rest of the elements, cross my heart, hope to fly, stick a cupcake in my eye." He stuck a cupcake in his eye and then screamed. He rolled onto the floor, clutching his eye. "WHY DID IT HAVE TO BE HOT SAUCE?!" Sunset merely watched him in mild amusement. Yep. Definitely a friend of Pinkie's, she thought.

After a moment, he sat back down in the chair. His left eye was watery and bright red. "So," Sunset began. "What do you need to know?"

"Everything, Miss Shimmer," Discord said. "I need to know everything." He conjured up a black eye patch and put it on his injured eye. A trio of multicolored balloons was bedazzled on the cover.

Sunset smiled, recognizing the symbol. "Call me Sunset."

* * *

A/N: So, any huzzas for a ridiculously long chapter (at least, long for me anyway)? Seriously, this chapter wasn't supposed to be nearly this long. Don't expect this to start being a thing. I like to update at least once a week if I at all can, and long chapters keep me from doing so. Sunset Shimmer's backstory is conglomeration of comics, the movie, and my own headcannon to try and fill in the many plotholes the first two left behind. I may or may not have succeeded.


	12. Chapter 12

"The elements of harmony are a bit different in this world than the ones I studied about in Equestria," Sunset said.

"Equestria? That's the name of the magical pony land I'm guessing?" Discord said. His eye was better now, so he snapped the bedazzled eye patch away.

Sunset frowned at his description of her former home. "Yes," she replied gruffly. "Honestly, I didn't even know the elements were here until the crown was turned against me. In Equestria, the elements were powered by the Element of Magic. The bearer is usually a very powerful magic user. The element taps into the bearer's magic and uses it to power the rest of the elements. However, the bearers have to have an emotional connection to one another in order for the elements to work together. That's why they're called the Elements of Harmony. They're connected by the Magic of Friendship."

Discord leaned forward in his chair. "But you were able to make the Element of Magic work for you without the rest of the elements," he pointed out.

"That's what I meant when I said the elements are a bit different here," Sunset continued. "On their own, the elements have no power in Equestria. Here, however, each element can function independently. They don't have as much power as they would if they were all operating together, but –"

"Here, an individual element can hold enough power to turn one not so very innocent pony turned human into a rage-filled demon," Discord finished for her. "I think I understand. What about the Element of Magic? Is the one Twilight has really the only one? Or is there a Twilight double wandering around somewhere with a ridiculous amount of magical energy?"

Sunset thought for a moment. "Logic would dictate that there is an Element of Magic here, but I doubt Twilight's double is its bearer. The Element of Magic is literally formed from the magic of friendship. Until those five girls take up a sixth best friend who also happens to be talented in magic, I doubt the sixth element is going to show up anytime soon." Discord opened his mouth to ask something, but Sunset cut him off, "And, no, it's not going to be me! I want to stay as far away from all that nonsense as possible. It has only brought me trouble."

Discord was silent as he processed what he had learned. It seemed unlikely that he would be able to use the elements unless he became friends with all of the girls. That did not sound like fun. Pinkie was enough friends for him and then some! He didn't want any more. It would be so bothersome, troubling, not to mention just downright annoying having so many friends. He didn't know how Pinkie did it. "So there isn't any other way to power the elements? You're sure?"

Sunset shrugged. "None that I know of."

"And Twilight's element? There's no way of someone getting ahold of it?" Discord continued, hopefully.

"The portal won't be opened for another two years," she said. "It's safe."

Discord faked a smile. "Oh. That's good then." Frustrated, he started tapping his fingers on the table as he thought. This was not how he had pictured this conversation going. The Magic of Friendship, really? He thought Pinkie was just saying that to be Pinkie, all cute and bubbly and nonsensical. He thought of the other girls and cringed at the thought of befriending them. What if he started wanting to be nice to them? Or feel guilty if he hurt their feelings? He shivered. It was bad enough to feel those things about Pinkie. He didn't want it spreading to other people! There had to be another way to get control over the elements. Suddenly, he had an idea. It would take some work and there were still a few things he needed to figure out, but he was almost certain it would work. He just needed some time.

He grinned as he jumped up from his seat. "Thank you for that very enlightening conversation, Sunset. I do hope we can chat again soon." He started walking away and then stopped. "Oh yeah. I almost forgot. I'm going to need you to pretend that it's your birthday."

~Chaos~

"Surprise!" Sunset jumped as Pinkie set off her party cannon. Colorful confetti and balloons shot out of the cannon to join the already rather garish amount of party decorations covering the gym. Everything was so bright and colorful that it made Sunset's eyes hurt. "Happy birthday Sunny!" Pinkie, who had at some point changed back into her regular clothes, shouted, squeezing her into a tight hug. "Were you surprised? Huh? Were ya? Were ya? Were ya?"

"Of course I was surprised!" Sunset lied, smiling nervously as the other girls approached. They all gave her hugs and happy birthday wishes. All of them, that is, except – "Where's Applejack?" she asked looking around the gym.

"I'm right here." Sunset turned to see Applejack enter the room with a scowl on her face. She stomped angrily over to Discord who, after bringing Sunset to the gym, had made his way over to the snack table. He was staring at the cupcakes trying to figure out which ones he had put salt instead of sugar in. He didn't mean to, but he had been in a rush this morning what with scheming and lying to Pinkie about birthdays, and his chaotic side got the best of him. Hmmm…he didn't remember decorating that lime green one. Maybe that one would be safe to try? He tentatively picked it up and was about to take a bite when Applejack started shouting at him.

"Discord! You are a stinkin', cold-hearted liar!" She fumed.

Discord feigned shock. "Lie? Me? Why whatever do you mean Applejack?"

"When were you plannin' on tellin' us you had magic?" She wagged an accusing finger at him.

Discord sighed and put his cupcake down. Snacking could wait. He had a feeling that this conversation was not going to end well. "I really have no idea what you are talking about."

"HA! I heard you and Sunset in the library," she said. "Do you really think I believe all that crap you said about protectin' the elements? You just wanna use them for yourself now don't you?"

Discord opened his mouth to respond with a scathing retort, but Pinkie suddenly appeared between the two and interrupted him. "Applejack I think it might be best if you just calm down," she said. "I don't know what you think you overheard, but Discord would never do something like that!" Discord felt a surge of warmth at Pinkie's faith in him, but it was quickly replaced by guilt once he realized her faith in him was entirely misplaced.

"Wait a second," Sunset's eyes grew wide. "Did you say Discord? As in God of Chaos Discord?"

"Of course! No one has recognized me this whole time and suddenly the pony princess knows who I am," Discord grumbled. "Although, I've never been called a god before. Feels good. I like it." He smirked.

Pinkie rolled her eyes. "Dizzy! You're not helping!" she said between clenched teeth.

"Er…right. Sorry, Pinkie."

Sunset shook her head. "Please tell me I didn't just tell Discord, the Discord, everything about the Elements of Harmony. That's just what I needed today!"

Rainbow Dash raised an eyebrow. "I don't get it. Since when is Discord a chaos god? And why does it matter if he knows about the elements?"

"A thousand years ago, Discord rose to power and covered Equestria in chaos," Sunset Shimmer revealed. "The ponies were tortured for years until the Princesses used the Elements of Harmony to turn him to stone."

Pinkie waved Sunset's comment away. "Yeah, yeah, but that was _magical pony land_ Discord, not _our]_ Discord," she pulled Discord to stand next to her. "Our Discord would never even consider doing something so terrible. Right Dizzy?"

"Uh…right," Discord fought back his newfound guilt with a smile. He slid his arm around Pinkie's waist. "I even Pinkie Promised Sunset Shimmer that I would never harm you girls."

"He's right," Sunset conceded. "He did promise."

"Well of course he wouldn't hurt us," Applejack said coldly. "He needs our elements. If he hurt us, all that power we have just goes away. He's usin' you, Pinkie. He's usin' all of us."

"That's not true AJ!" Pinkie insisted. "I thought you guys would understand. Discord has chaos magic, okay, but that doesn't make him evil. And even if he used to be evil – which, to be honest, I do have a feeling that might've been the case – I swear he isn't evil anymore! If he says he wants to protect us then I believe him." Alright, now Discord was really feeling guilty. She had way more faith in him than he deserved.

"Well why don't we just ask him," Applejack suggested. "You know I can usually tell when someone is lyin', so go ahead and ask him." Oh dear, thought Discord. Not good. Not good at all. Why wasn't anything going right today?

"Fine," Pinkie said. She turned to face Discord with as serious a face as he had ever seen on her. "Dizzy, are you planning on using the elements to gain power and plunge the world into eternal chaos?"

Discord chuckled nervously. "Now why would I ever want to do that?"

"Answer the question Discord," Applejack demanded, undeterred.

So this was it. Either he lied and AJ called him out on it, or he told the truth and hoped Pinkie didn't get mad at him. Neither one of those things sounded pleasant at the moment. Of course, he had always planned on telling Pinkie eventually, but he had hoped he could ease her into the idea a bit. Maybe make her think the whole thing was some big prank until she was having so much fun that she didn't care about anything else. Something like that. But then Applejack just had to stick her big farm girl nose where it didn't belong and accuse him of being some sort of evil bad guy bent on world domination. The fact that it was true was beside the point.

"We're waitin' Discord," Applejack folded her arms. He frowned. He couldn't put it off any longer.

Discord sighed. "It wasn't supposed to be like this," he said at last. "I came into town not really expecting to find anything. The Elements of Harmony were supposed to be a myth, a fairytale told to demons to keep them in line and to children to make them feel safe. When I actually found them, well, you can hardly blame me for wanting to take advantage of the situation. All that power." His eyes took on a dreamy look. "Can you imagine it? The whole world was to be my canvas. Picture it! Chocolate volcanos! Flying meatballs! Checkerboard fields! People acting like dogs and dogs acting like people! Wouldn't it be glorious?"

"But then y-you changed your mind right? You got to know us and saw how wonderful friendship was and you decided not to be evil anymore right?" Pinkie's hair lost some of its bounce and her eyes took on a pleading, panicked look. Discord was silent. "Right?!" Pinkie almost screamed.

"Pinkie," Discord started, but Pinkie cut him off. "Was our friendship really all just a game to you?"

"Of course not! Well, maybe with the other girls," he admitted. "But not with you Pinkie!" He grabbed her hands. "Don't you see? I was doing this for us! In a world of chaos we could do whatever we want! Be whatever we want! I wanted you to rule beside me. We're bestest best friends, remember? It can still happen. I think I know how to get the elements to work for me. There's still a few details I need to work out but-"

Pinkie wrenched her hands out of his. "No, Discord! You're not my friend anymore." Her hair was completely straight now.

"W-what did you say?" Discord stammered.

Pinkie glared at him, tears spilling out of her eyes. "I said we're not friends anymore! Friends don't use each other for their own gain, and they don't lie!" She took a deep breath and looked away from him. "I just can't – " she gasped. "I can't believe you did this. I'm was so stupid to think that a demon could be good. I just don't – I can't," she shook her head. "I've gotta go!"

"Pinkie! Wait!" Discord called after her as she fled, but she ignored him and soon she was gone.

"Oh dear!" cried Fluttershy. She ran after her. "I need to see if she's okay!"

Discord turned to the remaining girls. "Well I hope you're all happy!"

"I, for one, am! Pinkie is better off without you. Why don't you just do us all a favor Discord and leave?" Applejack said coldly. "There ain't no way you are gettin' your hands on our elements. We know who you are and we know all of your little games and tricks, so you best just leave town and never come back!"

Discord glared at them all. All of this was their fault. If they had just stuck to their own business Pinkie would still be his friend and he would he be that much closer to getting his hands on the elements. But no! They just had to get involved and spoil his plans. "You know nothing of what I am capable of! You think you know my games? My tricks? HA! Applejack, if I wanted to I could twist your mind until you begged for death, begged for an escape from the constant bickering, the constant noise, the constant lies spewing out of everyone's lips." He moved to Rarity. "And you, little Miss Generosity. You would be only too easy to hurt. A generous soul after all, is so easy to take advantage of. I would take away your dresses, your money, even your ideas until you have nothing left, not even your dignity. It would be interesting to see if you would really be able to remain so generous after all you've ever know has been wrenched away from you. And Rainbow Dash! The avatar of loyalty! Could you still remain so loyal when everyone you have ever cared about has betrayed you? And Sunset, well, I don't even need to do anything to break her, now do I? You all already took care of that." He chuckled darkly. "Don't you understand? I am Discord! Lord of Chaos! The Trickster King! I have been around since humans first started to crawl out of the muck and bang sticks together. You are _nothing _compared to me! I could destroy all of you with just a snap of my fingers." Discord held his hand up as if he was getting ready to snap, but then he lowered it with a sigh. "But I won't."

"Er…why not?" Rainbow Dash asked suddenly. The other girls looked at her in alarm. "Not that I'm complaining," she added, hastily. "I'm just curious." Before Discord could reply, a distraught Fluttershy interrupted them.

"She's gone!" she cried, her voice louder than Discord had ever heard before. Her eyes were wide and panicked. "Pinkie's gone!"

* * *

A/N: Ugh! Another long one. Sorry it took so long! I'm not a big fan of angsty scenes, but it needed to be done. Hope you enjoyed it!


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